Count Me In
by 980973409158
Summary: Rachel Berry has a lot to learn. Puck just might help her. Puck/Rachel Puckelberry. M eventually.
1. Chapter 1

**A/N: This will be a multi-chapter fic so let me know what you think of it. Reviews are always appreciated :)**

Puck walked into the library twirling a pencil between his fingers and slapped his paper pass on the circulation desk. He'd cleverly told his math teacher, Mr. Kirn, that he needed a pass to the library to work on his research paper for English. He had a whole line of excuses and he hadn't been to a math class in over a year. Usually he'd hangout in the gym or, better yet, leave school but today Jewfro the hall monitor stopped him before he could get anywhere so the library would have to do. It could've been worse; there were computers in the library and Puck knew exactly how to bypass all the blocks the school put on his favorite websites.

Puck walked to the back of the library to the computer facing away from the librarian in the far corner of the room. It was partially obstructed by the bookshelves there and gave him just enough privacy not to get caught. Perfect. He settled himself at the computer and turned it on. He looked around while he waited for the school's ancient computer to start up. It was then he realized someone was sitting crouched in the midst of the dark, reclusive stacks that offered him his privacy. Rachel Berry was sitting on the floor reading a book, protectively hunched over it. Intrigued, Puck abandoned his computer and walked over to where she was sitting. She didn't seem to notice he was there at all; she was completely immersed in whatever she was reading.

"Berry?" Puck asked. "Whatcha doing?  
Rachel gasped and looked like she almost had a heart attack. "Oh my god Noah! You scared me," she said as she clutched her book closer to her chest and brought her knees up to cover the back of it.

"What are you reading?" Puck asked, his eyebrows raised.

"What?" Rachel said unsteadily, "Nothing… Just something for class."

Puck looked at her questioningly. "Let me see it," he challenged.

Rachel looked slightly mortified. "No!" she said, but then regained some of her composure. "I'm just doing some research on the Crusades for AP European History. It wouldn't interest you anyway."

"No, come on," Puck sat down next to her. "I love learning about… whatever that shit was." She shot him a dirty look. "Well fine," he continued, "don't give me the book. Just tell me what you're researching."

Rachel relaxed a tiny bit and began to tell him about what they were learning in class. "Well Noah the Crusades were a series of religiously sanctioned military campaigns that took place in Europe in 10—Hey!" Rachel protested as Puck grabbed the book from her lap.

"Holy shit Berry, what it is this?" Puck laughed as he looked the cover of the book, It's Perfectly Normal: Changing Bodies, Growing Up, Sex, and Sexual Health. Puck opened the book to the table of contents and looked at the some of the headings: _Puberty, Our Bodies, What is Sex?, Making Babies, Making Love. _Puck continued to laugh as Rachel blushed deeply and buried her face in her knees.

"Just give me that back!" She grabbed the book from his hands and pulled it close to her again.

"Aww I'm sorry, Berry. I didn't mean to make you feel bad." She inched away from him. "Just tell me," he said, somewhat lowly, "what were you reading about?"

Rachel grimaced before saying, "I will absolutely not tell you that."

"Please?" Puck pouted. "Hey, wait." Puck said suddenly. "Weren't you the one who gave the big speech about how girls want sex just as much as boys and blah blah at the celibacy meeting?"

"Yes I did, Noah. I've read that in many articles –"

"You read it in articles? Berry come on! Do you need a book to tell you everything? That's something you should just, feel." He moved even closer to her.

"Well, um…" Rachel never really formed a thought before Puck continued.

"You think you can learn everything about sex from this stupid book? This book is nothing compared to the real deal." He placed his hand on the inside of her knee and began rubbing his thumb against it slowly. He pressed his face close into her neck and let his breath weave through her hair. "Do you want to learn, Berry? Really learn?"

Rachel's breath hitched and her throat before she abruptly got up and adjusted her skirt. "I have to get to class!" She to turned to leave and then stopped to quickly pick up her book and huffed out of the library. Puck only smirked to himself as he watched her leave.

Later that day when Puck walked into Glee rehearsal he saw Rachel look at him nervously and then dash to the other side of the room to stand by Kurt and Mercedes. Sighing, Puck walked over to her and grabbed her gently by the arm to pull her aside.

"Relax," he said. "I'm not going to tell anyone about your dumb book. Our little secret, okay?" Rachel nodded and swallowed hard and left quickly again.

Rachel did not relax for the rest of rehearsal. She seemed to be on edge the entire time. And every time Puck came somewhat close to her, she seemed to start shaking. He already told her, why didn't she believe him? He'd have to talk to her again after Glee to reassure her that he wouldn't tell anyone about her book.

He went to find her after rehearsal was over but apparently she beat him to the punch. He found himself being pulled by his t-shirt into the back of an abandoned hallway. A very nervous looking Rachel Berry was there when he turned around.

"God, just chill out Berry! I'm not going to tell…" Puck stopped when he realized she was shaking her head. She let a shaky breath in and out slowly and then looked up at him.

"Teach me."

Oh.


	2. Chapter 2

**A/N: So here we have chapter 2. I hope you guys like it and I always appreciate hearing from you so let me know what you think :)**

Rachel rushed home quickly after school. Both of her fathers were working today and were meeting up some friends for dinner afterwards. They wouldn't be home until late that evening. She decided it was the perfect day for her lessons from Puck to begin. And everything had to be absolutely perfect. She tidied up her room and brought all of the candles her family owned into her bedroom. She made an appropriate playlist on her iPod and let in play softly in the background. She changed into her sexiest bra and panty set (well, sexy by her standards; average by everyone else's) and put on a cute dress. She was just finishing adjusting the lighting when she heard the doorbell ring and rushed down the stairs. Just before she reached the door she deliberately slowed her pace and took a few death breaths. She swung the door open and revealed a slightly sweaty Noah Puckerman.

"Noah!" Rachel surprised, as if she hadn't been expecting him. "Why are you so… sweaty?"

"Oh, just got out of football practice."

Rachel's mouth formed a slight "o" as she took his appearance in, up and down for maybe a moment too long.

"Well come on, Berry. You gonna let me in or what?"

"Right," she said to herself and moved to the side so Puck could come in. He headed straight into the house and walked away from her. She stood by the door slightly flabbergasted before following him.

"Thirsty," he said simply. "Is the kitchen back here?"

"Mmhmm. Back there." She pointed in the direction of the kitchen and followed behind him. Rachel grabbed a glass out of the cupboard and filled it with cold water before giving it to him. He downed it quickly and wiped some of the sweat off his brow. Rachel twisted her fingers nervously as she watched him. Once he'd finished his water he put the glass down and matched her stare.

"Um, Noah?" Rachel began apprehensively. "Do you think, um, maybe we could… go upstairs?"

Puck smirked at her. "Yeah sure whatever, Berry."

Rachel smiled and smoothed out her skirt with her hands before walking primly out of the kitchen up to her bedroom. Puck followed behind her and as they approached her room he heard music playing softly in the background and then saw the abundance of candles that were lining the room, giving it fiery glow.

Puck shot a quick look at Rachel before going to blow out all of the candles, one by one. "Oh, no," he said as he turned off her iPod. "Did you think we were going to have sex, Berry?" He sat down on her bed waiting for her answer.

Rachel froze and opened her mouth awkwardly for a moment before closing it again. She had to get out of here. Wait, this was her house. Noah had to get out of here. Why had she agreed to this? This was such a bad idea. "I.. um, well…" Rachel tried to manage words but she only looked mortified.

"Jeez Berry. Get over here." Puck patted the space next to him on the bed and motioned for Rachel to come join him. She looked at him hesitantly and then reluctantly moved over to the bed and placed herself sitting stiffly on the edge of the mattress.

"This, right here, Berry," Puck said, running his hand across her tense back, "Is why we're not going to have sex. You need to learn to relax around me."

Rachel took a deep breath in and look as if she was about to relax a little but she settled right back into her tense state. "So then what?" She said suddenly.

"Whad'ya mean what?" Puck said as he brushed her hair around to one side so her neck and shoulder were exposed to him.

"What are we going to do if we're not going to have sex? Aren't you supposed to be teaching me?"

"Mmhmm," Puck placed a small kiss on her shoulder and then kissed his way up her neck. "Tell me about your book, Berry."  
Rachel relaxed into him a little and let out a questioning little "mm?" Puck pulled away from her.

"Your book, Berry. Tell me about it."

"Wait, what happened to 'you can't learn everything from a book', Noah?" Rachel huffed. "Aren't _you_ supposed to be teaching me?"

"I am," Puck smirked. "Just tell me about your book. What were you reading about?" Puck returned to her neck and placed a few more kisses there before sucking lightly under the curve of her jaw.

"No," Rachel said softly as her head fell slightly to the side. "That's my business."

"Please?" Puck begged. He pushed his body gently into hers to ease her down until she was lying flat on her bed. He positioned himself on top of her but didn't put any of his weight down and moved over to kiss the other side of her neck.

"No, Noah. You might as well stop asking. I'm not going to tell you." Rachel sucked in a slight breath. Wait. How did she end up lying down? And when did Puck get on top of her? He was kissing her neck and she felt his breath fall across her skin and then a hot, wet sensation when tongue glided across her pulse point as he sucked it lightly. "Noah?" She said weakly, "I thought you were supposed to be teaching me something. Shouldn't we begin our lesson?"

Puck stopped for a moment and smirked to himself. She really had no idea. "Do you want me to stop?"

"No," she admitted.

"Well," Puck looked as though he was thinking for a while. "I guess you're right. You did want me to teach you and I haven't been doing a very good job so far. So what would ya like to learn Berry?" He was going to make this difficult for her. Oh so very difficult.

Okay, stay calm Rachel. Wait, why can't we go back to what we were doing before? No, you're here to learn. Focus. Tell him what you what to learn. Well… maybe not that yet… but start somewhere! "Um," she began hesitantly, "well I guess you could just teach me how to be sexy. No matter how much literature I read, that seems to be the elusive piece. Something that you can't learn from a book, but rather something you just have to know."

Puck watched her as she told him this. She was slightly flushed and when she finished her pink lips lay slightly parted, punctuated by little hot breaths. She really had no idea. Puck was silent for a moment as he thought about what to tell her.

"Well we could start with your clothes. You kinda dress like my little sister." She was wearing a short dress that looked like a t-shirt on the top but had a red plaid skirt attached to it starting at her waist. He actually thought she looked pretty cute in it but he had to tell her something and he figured this would be a good place to start.

"Oh," she said, slightly disappointed. "You don't like my dress?"

He shrugged. "S'okay. Not gonna do anything for you if you wanna get laid though." Rachel bit her lip as Noah got up from the bed and moved over to her closet. He rummaged through her closet looking for her sexiest clothes. And my god did she have a lot of skirts. "You're skirts are good, Berry. They're just short enough to be sexy and not skanky. But stop wearing them with those damn animal sweaters and weird vest things. You should wear them with a tank top or something. Show a little skin. Or least don't wear a shirt that has a neck line up to your chin." He turned around and saw that Rachel had moved to her desk and was now standing poised with a notepad and pen in her hand, scribbling furiously.

"What the fuck, Berry? No! Don't take notes!"

"But that's how I learn, Noah," she protested.

"No," he said simply. "Come over here and try this on." He handed her a short black skirt and a thin, low cut, v-neck sweater. She looked at him hesitantly again.

"Do you want me to change in here?"

"Yeah, where else? What's the big deal? You were planning on having sex with me earlier, remember?"

She blushed and looked away from him as she undid the zipper on the back of her dress. She stepped out the garment and tried not to look at Puck as she put the new set of clothes on as quickly as possible.

Puck was kind of impressed. He had expected Rachel to have on big white briefs and a training bra but instead she had on a matching bra and panty set, grey with a small white lace trim. Definitely not out-there sexy but still cute. She pulled her skirt and sweater on quickly, though, covering up his view.

'Well?" She said once she finished buttoning her skirt. He had been right. The skirt showed just enough leg and the sweater he picked hugged her curves nicely.

He moved over to her and placed his hands on her hips. He leaned down to whisper in her ear. "Sexy," he breathed. She smiled a little and placed her hand up to his chest, reveling in the heat that emanated from it to her and pressed herself a little closer to him. "Wear something like this to school tomorrow," he said before pulling away from her. He started moving towards her bedroom door.

"Wait, that's all?" Rachel asked, disappointed.

"For today," Puck smirked. "See ya tomorrow, Berry."


	3. Chapter 3

**A/N: Sorry it's been so long since I updated but life just sort of hit me, like whoa. All good, bad, and tedious. Anyway, I hope you enjoy the update and I always love hearing what you think!**

Puck walked down the congested hallways of Lima high school when he noticed a new girl opening a locker a couple classrooms down. Well, technically he didn't know if she were new, but he would definitely have remembered her if he'd seen her before. Her long dark hair was shiny and fell in waves across her shoulders. Her black skirt was short so he could see her defined legs (and if he tilted his head in the right way, he convinced himself he could see a little ass, too). Her cream colored shirt had an open pattern on the back and he could see her black bra through it (fuck yes). He was just about to walk up to her to let her get a taste of the Puckerone when she flipped her hair around to face him.

"Oh, hello Noah."

Wait. What the fuck? Rachel?

"What are you wearing?" Oh wait. No, that made it sound like he didn't approve. He most definitely approved. " Not that I don't like it," he added quickly. "It's good. Definitely good." He let his eyes run up and down her body again.

"Oh well I know it doesn't entirely abide by the instructions you gave me yesterday but you would not let me take notes and recalling – "

"Shhh" Puck stopped her by putting a finger to her lips. "Stop talking. You look hot."

"Noah I don't understand the correlation between being attractive and not – " she cut herself off this time when he gave her another look. "Okay, I'm going to go to class. Are you coming over after school?"

"If that's what you want, babe."

She nodded, smiling up at him.

"Alright I'll see you after Glee." He ran his hand down her side, letting it linger on the small of back for a moment before walking past her on his way to class.

Rachel let out a small sigh and leaned against the lockers before she was pulled out of her reverie by a booming voice behind her.

"Rachel Berry is that you?" She turned around to face Santana, standing dauntingly in front of her with her hand on her hip. Brittany was standing not far behind chewing wildly on a large wad of bubble gum.

"Um, yes?" Rachel answered questioningly.

"Hmm," was Santana's only response. She formed her lips into a half-pout, half-sneer and turned her head up so that she looked down her nose at Rachel.

"One time," Brittany piped in, "I forgot to put a shirt on before I came to school and then somebody in first period told me I was wearing only a bra. Principal Figgins made me wear this fugly unicorn sweater for the rest of the day but you look really hot."

Santana shot Brittany an annoyed look but said, "She's right though. You do look hot." The sneer in her voice suddenly made Rachel yearn for the unicorn sweater Brittany had been forced to wear. At least then she wouldn't be garnering any attention. (Well that wasn't entirely true. But that kind of attention she learned to deal with long ago.)

"Thank you," Rachel said somewhat timidly. "But I have to get to class now." She quickly closed her locker behind her and skirted around Santana, who was still towering over her, to get to first period as soon as possible.

"Pssst."

Rachel didn't turn around and continued to conscientiously take notes as the teacher blathered on endlessly about the Romantic Era.

"Psst, Rachel!" Kurt kicked her chair hard enough to push her into her desk, causing her to let out a little grunt.

"What Kurt?" she turned around, clearly irritated.

"Why are you dressed like that?" Mercedes, who was sitting in the seat next to Kurt's, asked her.

"Dressed like what?" Rachel played dumb.

"Well Mercedes and I were talking," Kurt continued, "and we agreed that there is no explanation for your new style unless you've got a guy. Probably a guy you're doing a little bit more than kissing."

Rachel blushed furiously. "I have no idea what you're talking about. And this conversation is wildly inappropriate on so many levels. We should be taking notes right now!" She turned but didn't miss the smirk Kurt and Mercedes exchanged. She hadn't expected to get all of this attention at school. Maybe she shouldn't be doing these lessons with Puck. She could tell him before Glee not to come over later today. But that's not really what she wanted. Not whenever she's in the same room as him and her body feels kind of tingly all over and when he touches her she feels pretty good (okay, so maybe its actually like totally amazing). So okay, maybe she won't tell him not to come over. She'll give this project another day and see how she feels. After all she is Rachel Berry. She should be able to handle anything.

Rachel eats lunch with a few of the other glee kids and they all aren't so bad about her new look. Quinn just smiles at her and tells her she looks cute today. Tina nods in agreement and asks her where she got her skirt. Santana is at the table too and Rachel notices how she pissed she seems and how she just angrily chews the inside of her cheek while glaring at Rachel. Finn notices too and leans into Rachel to whisper, "Don't worry. She's just jealous that she has competition now for the hottest girl in the school." Rachel smiles to herself and thinks maybe this whole ordeal might not be so bad after all.

When the doorbell peals through her house, Rachel feels an excited twist in her stomach that she tries to suppress as she goes down to let Puck and bring him up to her room. Once they're there, they both just lie lazily on her bed, neither feeling the need to initiate a "lesson". They make idle conversation for a while about school and glee and the new show on TV. But mostly they don't say very much. He was just content to gently play with her hair while she hummed softly and she was just content to let him. (Strange, because Puck has _never_ been content to just lie around with a girl).

"When are your dads getting home?" His voice breaks the trance they are in.

"Oh I'm not really sure. Not too late. Maybe around five or so." She turns over so that she's facing him. "I told them you were coming over though. We're fine."

He smiles and places a kiss on her shoulder. She looks as though she's deep in thought for a moment and then sits up abruptly and turns to face him.

"Noah," she demands purposefully, "how come you never kiss me?"

"What?" he sits up too, scooting himself to sit cross-legged. "S'not true. I've kissed you. We made out a ton when we were dating and I kissed you yesterday."

"I'm not talking about our brief fling, Noah. And you didn't kiss me yesterday. Not really kiss me."

He looked at her and raised an eyebrow, as if taunting her 'yeah, and what?'.

"I want you to kiss me."

He still only sat there, daring her with his eyes. She bit her lip for a moment before climbing into lap, sitting so her legs were wrapped around his waist. She was so close to him that when her breathing picked up, she felt her hot breaths bounce off his face back onto hers. She takes the side of his face in one of her hands and feels the beginnings of his stubble rub against her hand (and for some reason, this does things to her body that she doesn't understand). She leans in even closer and gently presses her lips against his, just lingering for a moment before she letting her tongue snake out to trace a wet trail across his bottom lip. She lets her hand fall to his chest as she takes his lip into her mouth, sucking it gently. Now Puck decides to join into the kiss, opening his mouth and using his tongue to part her lips. She let out an involuntarily little noise in the back of her throat as his tongue sought entrance to explore the recesses of her mouth. The kiss sent tingles through her body that all seemed travel straight in between her legs, causing a searing heat to pool there. Puck's hands found their way to her hips and gripped them, moving her slightly. As he did so, his thigh brushed against Rachel's center and sent a wave of pleasure through her. Rachel gasped slightly at the unexpected feeling and decided she needed more of this feeling (a lot more of it. And now). A nervousness twisted in her stomach when she felt his erection pressing against her but her wanting overrode any apprehensions she had so she began to tentatively grind against him.

Puck groaned when she began undulating her hips against him and said something that might have been "mmm, Rachel," but it was so muffled he wasn't sure if either of them really heard it. He ran his hand from under her thigh up to her knee, pulling her leg higher around his waist and then moved his hand back to her ass to help her grind her into him. She moaned in his mouth at the increase in friction and pulled back for moment to look him in the eye and breathily say, "please… more…" He eagerly reattached himself to her lips, kissing her fervently as he slowly eased her to lie down on the bed, following on top of her.

He stayed in between her legs, continuing to painstakingly slowly rub himself against her. He moved his hand to her waist, slowly pushing her shirt up and she arched her back hungrily into him. He smirked when she sat up a little bit and lifted her hands up over her head so he could take her shirt off and zealously obliged, removing the light piece of fabric to reveal the black bra he caught glimpses of earlier that day. Puck kissed her neck, letting his kissed trail down it into the valley of breasts. Rachel let out a content sigh and her head fell to the side, giving Puck more space.

The sound of the front door opening followed by, "Rachel, honey! We're home!" caused Rachel take in a sharp breath and sit up abruptly, knocking Puck in the face. Puck tried not to laugh because, really, Rachel practically just punched him with her boobs, if that was even possible (and fuck, that shit was funny). Rachel shot him a dirty look as he tried to suppress his laughter while she grabbed her shirt and pulled it over her head. She huffed and moved to get off the bed but he stopped her, grabbing her hips and pulling her back down to him. He kissed her softly before pulling away. "Don't be pissed, okay?"

She nodded and got off the bed to open the door to her bedroom. "Yes Dad, Daddy. I'll be down in a minute," she shouted down the stairs.

"I think I'm going to get going," Puck said to her.

"Okay," Rachel said, disappointed that he was leaving. "Oh! I'm sorry!" she said suddenly. "We didn't even have a lesson today. I'll do better tomorrow."

Puck just gave her the strangest look as if was trying to understand her. "Sure, Berry," he smirked. "We'll do better tomorrow." He winked at her and it made her body feel about ten million different things.


End file.
